Pebblebrook Hotel Trust Reports Material Agreement & Officer Changes

TL;DR

**Pebblebrook Hotel Trust just dropped an 8-K about a new material agreement and officer changes, keep an eye out for details!**

AI Summary

Pebblebrook Hotel Trust filed an 8-K on February 22, 2024, reporting an event that occurred on February 15, 2024. The filing indicates an entry into a material definitive agreement and changes related to the departure or election of directors/officers and their compensatory arrangements. The specific details of these agreements and personnel changes are not provided in the excerpt.

Why It Matters

Changes in material agreements and executive compensation can significantly impact a company's financial health and strategic direction, influencing investor confidence and future performance.

Risk Assessment

Risk Level: medium — The filing mentions a material definitive agreement and changes in officers/compensation, which could have significant but currently unspecified impacts.

Key Players & Entities

• Pebblebrook Hotel Trust (company) — Registrant
• February 15, 2024 (date) — Date of earliest event reported
• February 22, 2024 (date) — Filing date
• 001-34571 (other) — SEC File Number

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common Shares, $0.01 par value per share PEB New York Stock
• $817,000 — t Total Compensation (1) Jon E. Bortz $817,000 $1,345,000 165% 24% Raymond D. Martz
• $1,345,000 — ompensation (1) Jon E. Bortz $817,000 $1,345,000 165% 24% Raymond D. Martz $543,000 $5
• $543,000 — $1,345,000 165% 24% Raymond D. Martz $543,000 $570,000 105% 22% Thomas C. Fisher $5
• $570,000 — 00 165% 24% Raymond D. Martz $543,000 $570,000 105% 22% Thomas C. Fisher $543,000 $5
• $500 million — th a market capitalization greater than $500 million as of January 1, 2024 (the "Relative TS

Filing Documents

• peb-20240215.htm (8-K) — 91KB
• a021524execcompex101ltipcl.htm (EX-10.1) — 60KB
• a021524execcompex102restsh.htm (EX-10.2) — 62KB
• a021524execcompex103perfun.htm (EX-10.3) — 89KB
• 0001474098-24-000046.txt ( ) — 531KB
• peb-20240215.xsd (EX-101.SCH) — 3KB
• peb-20240215_def.xml (EX-101.DEF) — 17KB
• peb-20240215_lab.xml (EX-101.LAB) — 34KB
• peb-20240215_pre.xml (EX-101.PRE) — 18KB
• peb-20240215_htm.xml (XML) — 6KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. The information regarding the LTIP Class B Unit Vesting Agreements, the Restricted Share Unit Award Agreements and the Performance Unit Award Agreements set forth under Item 5.02 of this Current Report on Form 8-K is hereby incorporated by reference under this Item 1.01. Copies of the forms of such agreements are filed as Exhibits 10.1, 10.2 and 10.3, respectively, to this Current Report on Form 8-K and incorporated by reference herein. Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On February 15, 2024, the Board approved, as recommended by the Compensation Committee, compensatory arrangements in which the executive officers of the Company will participate for 2024. The structure of the compensatory arrangements is substantially the same as it was for 2023's compensatory arrangements. For 2024, the Compensation Committee and the Board determined that compensation for each executive will consist of: (i) an annual cash base salary; (ii) an annual cash bonus incentive award under the Company's 2009 Equity Incentive Plan, as amended and restated effective July 10, 2012, as amended through May 16, 2022 (the "Plan"); and (iii) regular awards of long-term equity-based compensation under the Plan. Of the awards of long-term equity-based compensation: 40% is subject to time-based vesting in one-third increments on January 1, 2025, 2026 and 2027 ("Time-Based Grants") and consists of Restricted Share Units (which, at vesting, will be settled in the form of common shares of beneficial interest of the Company, $0.01 par value per share ("Common Shares")), or LTIP Class B Units of the Company's operating partnership ("LTIP Units"); and 60% is subject to performance-based cliff vesting following a three-year measurement period ending December 31, 2026 only if and to the extent that certain enumerated performa

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 * Form of LTIP Class B Unit Vesting Agreement (time-based vesting) for Executive Officers 10.2 * Form of Restricted Share Unit Award Agreement (time-based vesting) for Executive Officers 10.3 * Form of Performance Unit Award Agreement for Executive Officers 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * Management agreement or compensatory plan or arrangement

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. PEBBLEBROOK HOTEL TRUST February 22, 2024 By: /s/ Raymond D. Martz Name: Raymond D. Martz Title: Co-President, Chief Financial Officer, Treasurer and Secretary

View Full Filing

View this 8-K filing on SEC EDGAR